FCB FINANCIAL HOLDINGS, INC. (NYSE:FCB) Files An 8-K Other EventsItem 9.01 Other Events.
Copies of the Agreement and Plan of Merger (the "Merger Agreement") dated as of November 27, 2017, by and among FCB Financial Holdings, Inc. ("FCB"), a wholly owned subsidiary of FCB and Floridian Community Holdings, Inc. ("Floridian Community"), and of the form of Voting Agreement entered into in connection with the Merger Agreement by certain officers, directors and other shareholders of Floridian Community, as described in the Current Report on Form 8-K filed by FCB on November 27, 2017, are filed as Exhibit 99.1 and Exhibit 99.2, respectively, and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits
Important Additional Information and Where to Find It
This communication is being made in respect of the proposed merger transaction involving FCB and Floridian Community. FCB intends to file a registration statement on Form S-4 with the SEC, which will include a proxy statement of Floridian Community and a prospectus of FCB, and FCB will file other documents regarding the proposed transaction with the SEC. A definitive proxy statement/prospectus will also be sent to Floridian Community shareholders seeking any required shareholder approvals. Before making any voting or investment decision, investors and security holders of Floridian Community are urged to carefully read the entire registration statement and proxy statement/prospectus, when they become available, as well as any amendments or supplements to these documents, because they will contain important information about the proposed transaction. The documents filed by FCB with the SEC may be obtained free of charge at the SEC’s website at www.sec.gov. In addition, the documents filed by FCB may be obtained free of charge at its website at http://www.investors.floridacommunitybank.com. Alternatively, these documents, when available, can be obtained free of charge from FCB upon written request to FCB Financial Holdings, Inc., Attn: Investor Relations, 2500 Weston Road, Suite 300, Weston, Florida 33331, or by calling (954) 984-3313.
Information regarding the interests of certain of Floridian Community’s directors and executive officers and a description of their direct and indirect interests, by security holdings or otherwise, will be included in the registration statement on Form S-4 regarding the proposed transaction when it becomes available. Additional information about Floridian Community and its directors and officers may be found by accessing Floridian Community’s website at www.floridiancommunitybank.com under the tab “About Us.”
FCB FINANCIAL HOLDINGS, INC. ExhibitEX-99.1 2 exhibit991112917.htm EXHIBIT 99.1 Exhibit Exhibit 99.1AGREEMENT AND PLAN OF MERGER by and among FCB FINANCIAL HOLDINGS,…To view the full exhibit click here
About FCB FINANCIAL HOLDINGS, INC. (NYSE:FCB)
FCB Financial Holdings, Inc. is a bank holding company with one national bank subsidiary, Florida Community Bank, National Association (the Bank). The Company operates in the Community Banking segment. Through the Bank, the Company provides a range of retail and commercial banking services. The Company provides a range of financial products and services to individuals, small and medium-sized businesses, some large businesses, and other local organizations and entities through approximately 50 branches in south and central Florida. The Company targets retail customers and commercial customers engaged in various industries, including healthcare and professional services; retail and wholesale trade; tourism; agricultural services; manufacturing; distribution and distribution-related industries; technology; automotive; aviation; food products; building materials; residential housing, and commercial real estate. It also selectively participates in syndicated loans to national credits.
